Initial Statement of Beneficial Ownership (3)
10 Dezember 2021 - 10:38PM
Edgar (US Regulatory)
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FORM 3
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UNITED STATES SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP
OF SECURITIES
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OMB
APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response... 0.5 |
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Filed pursuant to Section 16(a) of the
Securities Exchange Act of 1934 or Section 30(h) of the Investment
Company Act of 1940
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| 1. Name
and Address of Reporting Person * MARKEL
CORP |
2. Date of Event Requiring Statement
(MM/DD/YYYY)
12/2/2021
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3. Issuer Name and Ticker or Trading
Symbol Hagerty, Inc. [HGTY] |
|
(Last)
(First)
(Middle)
4521 HIGHWOODS PARKWAY |
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)_____
Director ___X___
10% Owner
_____ Officer (give title
below) _____
Other (specify below)
|
|
(Street)
GLEN
ALLEN, VA 23060
(City)
(State)
(Zip)
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5. If Amendment, Date Original
Filed(MM/DD/YYYY)
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6. Individual or Joint/Group
Filing(Check Applicable
Line)_X_ Form filed by One Reporting
Person
___ Form filed by More than One Reporting Person |
Table I - Non-Derivative Securities Beneficially
Owned
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1.Title of Security
(Instr. 4) |
2. Amount of Securities Beneficially Owned
(Instr. 4) |
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5) |
4. Nature of Indirect Beneficial Ownership
(Instr. 5) |
|
Class A Common Stock |
3000000 |
D |
|
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
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1. Title of Derivate Security
(Instr. 4) |
2. Date Exercisable and Expiration Date
(MM/DD/YYYY) |
3. Title and Amount of Securities Underlying
Derivative Security
(Instr. 4) |
4. Conversion or Exercise Price of Derivative
Security |
5. Ownership Form of Derivative Security: Direct (D)
or Indirect (I)
(Instr. 5) |
6. Nature of Indirect Beneficial Ownership
(Instr. 5) |
|
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
|
Class V Common Stock |
(1) |
(1) |
Class A Common Stock |
75000000.0 |
(1) |
D |
|
|
Warrants to purchase Class A Common Stock |
1/1/2022 |
12/2/2026 |
Class A Common Stock |
540000.0 (2) |
$11.5 |
D |
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| Explanation of
Responses: |
| (1) |
Each share of Class V Common
Stock is paired with one unit of limited liability company interest
of The Hagerty Group, LLC (each, an "OpCo Unit" and, together with
each corresponding share of Class V Common Stock, a "Paired
Interest"). Each Paired Interest has no expiration date and is
exchangeable, at the option of the holder, on a one-for-one basis
for a share of Class A Common Stock of the Issuer or, at the option
of the Issuer, an equivalent value in cash, pursuant to the
Exchange Agreement dated December 2, 2021, among the Reporting
Person, The Hagerty Group, LLC, Hagerty Holding Corp. and the
Issuer. Each share of Class V Common Stock has no incidents of
economic ownership and has ten (10) votes per share until the
earlier of (i) December 2, 2036, and (ii) transfer to a
non-qualified transferee, after which it has one (1) vote per
share. |
| (2) |
These warrants are
exercisable on a cashless basis any time prior to expiration. Once
the warrants become exercisable, the Issuer may redeem, at a price
of $0.01 per warrant, any whole warrants outstanding after a 30-day
notice period for cash if the closing price of the Class A Common
Stock equals or exceeds $18.00 per share for any 20 trading days
within a 30-trading day period. |
Reporting
Owners
|
|
Reporting Owner Name / Address |
Relationships
|
|
Director |
10% Owner |
Officer |
Other |
MARKEL CORP
4521 HIGHWOODS PARKWAY
GLEN ALLEN, VA 23060 |
|
X |
|
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Signatures
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/s/ Richard R. Grinnan, Senior Vice President,
Chief Legal Officer and Secretary |
|
12/10/2021 |
| **Signature of
Reporting Person |
Date |
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